PPG Bleached: Fade to Black
by BountyHunterXIII
Summary: In the depths of the distortion world, Lord HIM devises an insidious plan to take over the world. As Buttercup becomes infected with HIM's demonic virus she must learn to overcome her dark side as well as the the new powers her and her sisters have awakened to. Can the PPG put a stop to HIM's madness before it's too late? Or was their something deeper driving his obsession?
1. A Handy Miscalculation

_**Prologue**_

Darkness surrounds me, my whole being was swept away in the madness that was my abusive life. I felt something burning around my waist, but I couldn't be bothered to move my legs- moreover, it seemed as if I lacked the ability to even move at all-

The Young boy set his foggy gaze to his side, a faint green blob scurried up to him in the pouring rain kneeling over and pleading in an unfamiliar language. It was then accompanied by a similar blob with a darker shade to it.

-It hurts, my legs hurt- he coughed and gagged out the blood that built up in the pit of his stomach, so much so that it pooled over the sides of his mouth nearly suffocating him.

-How did it end up like this? Why can't I seem to remember what happened-? His head spun around desperately trying to make sense of his situation as his body felt increasingly frazzled. -Maybe, if I just take a quick nap- everything might-become-clearer... A loud ringing sound slowly over took him as his vision faded deeper into obscurity leaving only a fragment of a memory of a lone figure floating above him brandishing a menacing dark green saber.

 _ **...**_

 _ **PPG Bleached: Fade to Black**_

 _ **Chapter I**_

 _ **A Handy Miscalculation**_

* * *

The City of Townsville at night.

The citizens were all sleeping soundly in their cozy beds; the only sounds that echoed across this peaceful town were that of the owls intermittently hooting away and a calm nightly breeze blowing in the distance. Even the villains needed some sleep; Mojo was sleeping in his bed sucking his thumb still gripping a ray gun and dreaming of world domination. Fuzzy was swinging on his rocking chair still holding his shotgun and mumbling to himself about his propor-tay. All was peaceful throughout this little metropolis, but somewhere in a distorted world an evil demon plotted, the evil demon known as Lord HIM.

He was busy contemplating the very nature of the Powerpuff Girls, slowly feeding them subliminal messages throughout their various dreams and gauging their reactions. He whispered a sweet lullaby to these super powered children, hoping to cause a personality shift, or rather to measure the extent of their own personal morality.

"My sweet little Buttercup- how ruthless you are, you defeated that monster quite easily! One might say that you're the strongest fighter in the world!" Buttercup smirked while stomping on her prey, she felt unstoppable and extremely prideful as she finished off the monster that threatened her destroyed city. "Your sisters showed mercy- allowing the monsters to escape and plot their revenge. They only wanted to stop the monsters from causing any more destruction but you- you destroyed your own city just to make a statement! You truly are the champion!" HIM appeared before Buttercup as an official referee, counting down from ten as Buttercup held down her foe in her prideful ring. "I am the Champion!" She boasted while holding her Belt high above her head.

"Yes- you are!" HIM said while rubbing his claw on her cheek. "Only a champion such as yourself deserves to become all powerful, a champion such as yourself deserves the world-" HIM slithered across the ring warping the area around them and transforming it into a mysterious cave. "Follow me-child, I'll show you a future where you alone rule as the ultimate guiding light- a champion of justice." Buttercup, completely star struck by the idea of a super self blindly followed the mysterious wizard who guided her down the winding path into her inner world. The enchanter chuckled in a devious manner as Buttercup's shadow extended outward behind her until it broke free and slithered its way to the old man becoming one with his own. "What's going on? I feel so- tired all of a-." She said just before passing out due to an unknown Miasma that filled the cave of origin.

"Yes Buttercup, you definitely are the one-!" The wizard chuckled while holding a vial filled with a _dark_ substance. "-I will unleash that pride of yours, you _will_ become the champion of the world!" He said in a deep pitched voice while warping back to his original form. The world around them shattered and returned to darkness as Buttercup frightfully woke up from her unnerving nightmare. "Buttercup- pipe down will ya? We're trying to sleep!" Blossom angrily mumbled while turning the other way. "Huh- oh sorry." She said while checking the time. "0436- I still have a couple more hours left. She thought to herself while getting comfortable and slowly drifting back to sleep. "I'm- the _Champion?"_

 _ **...**_

 _ **Early the next day.**_

HIM was deep inside the confides of one of his distortions waiting very impatiently for his three wonderful children.

"Boys- get in here! I am not going to repeat myself again!"

All three Ruffs stepped in with half closed eyes still feeling a bit drowsy. "What's with all the noise? We're trying to sleep." The ruff leader said with a tired expression on his face.

"Could you do an evil task for me? I've created a very special Virus that will bring out Buttercups evil potential, fusing her with its wicked power and transform her into a demonic creature!"

"Wait what?! You want us to make her stronger? What the hell? You're supposed to make us stronger!" Brick yelled while stomping his foot on the ground. "Yeah Pops! Did you get a screw knocked loose the last time those losers beat you up?" The green-eyed ruff added.

"No you little brats- I haven't lost my mind yet! I simply want to influence her-" "Implying that you'll lose your mind later on huh? I guess we need to put you in a nursing home before you start wearing diapers too!" Brick interrupted with a smug expression on his face.

As the boys laughed at HIM's expense the light in the room shifted and the temperature rapidly increased. "Hey, is it getting hot in here or is it just me?" Boomer asked while wiping the sweat from his soaked face. All three boys gasped in fright as _Lord_ HIM's body radiated with his Demonic power. "Boys- it's not nice to make fun of your Father like that, I might have another slip and accidentally reduce you back to your original ingredients- _again_... Do you remember how much _fun_ we had playing that game last time? Hmm?"

"Yes- yes we do- Lord HIM!" Brick stuttered. "We're sorry!" Butch cried out. "Please don't do that again!" Boomer pleaded while all three boys knelled in submission.

"Good Boys." HIM said with a big foreboding smile. "Now- I want you three to go down to Townsville, cause some chaos and lure out their righteous heroes The Powerpuff Girls. Remember that little something I told you about a month ago? It's almost time to start phase two of the games!"

"Ugh, sure- I remember..." Brick said while scratching his head. "Of course we do..." the blue one Mumbled.

"You idiots forgot didn't you..." HIM said with an irritated expression. "Nonetheless, I want you three to subdue the girls and fire this potion at Buttercup, It's very important that you hit her with it!" HIM said while holding up the vial of demonic energy and handing it over to Brick. The boy's eyes went wide. "Wow- I can feel the evil energy coming off of it!" Butch exclaimed.

"One more thing I forgot to Mention-" HIM pointed his claw towards the boys and fired a beam of dark energy straight into their core.

Brick was stunned with an overwhelming feeling of malice. "What did you-?" "Hey Brick look I'm glowing!" Boomer exclaimed as he felt all powerful. "Yeah me too!" Butch added.

"-Today's also the day you finally defeat the Powerpuff Girls once and for all! This power I gave you is only temporary- however, I can make this a permanent feeling later on if you'd like-." HIM glared at his creations, they were busy goofing around and hitting each others upper arms.

HIM slightly more annoyed screeched in his deep demonic voice. "Now! Go jack up some townspeople and lure them out, do this for me and the world is ours!"

"Wait- why should we?" Brick questioned as he punched Butch in the arm. "Yeah, what's in it for us if we turn Buttercup into that demonic whats it?" Boomer added. "You three-!" HIM's veins started to pulsate. "DO AS YOU'RE TOLD OR I WILL TURN YOU INTO LITERAL INSECTS!" HIM screamed as his entire body combusted in flames and he pointed his claw at the boys. "OK you win!" The boys cried as they hastily flew to Townsville to initiate HIM's plan.

 _ **...**_

 _ **Later that day.**_

 _ **...**_

The Powerpuff Girls were busy studying in the 2nd grade eagerly waiting for the bell to ring for lunch; Buttercup was struggling to stay awake while Bubbles was trying to figure out multiplacations when the hotline rang. Blossom quickly answered the phone.

"Yes mayor, what's the trouble?"

"Blossom! Get to Townsville fast! The Rowdyruff boys are destroying everything and jacking up the townspeople!"

"You call that a taco!" Brick yelled in the background as he smacked someone across the head.

"Alright mayor, we're on our way! Girls, the Boys are causing trouble again, let's go!" Blossom commanded just as Buttercup's head slammed onto the desk and she snapped out of her daydream. "Huh, what? A fight? Alright let's go!"

The girls quickly flew downtown where they found the Rowdyruff Boys destroying the 99 cent store and raiding the snack stand. "Alright boys put the clerk, the Cheetos, and the Funyuns down!" Blossom commanded. "Well, well, looks like we finally lured you three clowns out of hiding; now it's time to FIGHT!" Brick yelled as the ruffs took the initiative and rapidly dashed towards the girls; they gave them all a swift super kick to the face sending the girls flying high in the sky from the attack. The boys quickly rushed behind them and super punched them smack into the street.

"Owwwyyyyy that really hurt" Bubbles cried as she rubbed her bottom. "What's up with these guys? Why are they glowing like that?" Blossom questioned while rubbing her head.

Before anyone could reply the boys rushed up to them again. "Take this!" Brick yelled as the girls were painfully beaten into the ground with a flurry of super punches to the face. The girls lay beaten in the crater, the boys picked each girl up by the shirt and super punched them again and again in the gut. Buttercup leg started twitching after the onslaught.

"Uh, I think I killed her." Butch said with a grin.

"You idiot we need her alive!" Brick yelled while smacking Butch across the head.

"Sorry- I guess I don't know my own strength since we got this power up." Butch shrugged.

"Well toss her aside, you can keep beating Blossom- I'm going to infect her with the virus!" Brick said while dropping Blossom back into the crater and pulling out the vial of Demonic energy.

"I think he said all I need to do is open it and point it at her- right?" Brick mumbled as he pulled the top off of the vial releasing its foreboding energy and causing the air to feel incredibly thick with malice.

"It's time." HIM said as he watched on the big screen from is domain.

"Woah- this thing feels wickedly evil! "Brick said as Butch got Buttercup in position away from her sisters just as she was waking up. "Well Buttercup- its been nice knowing ya, but it's time for you to say good night sucker!" The red Ruff proclaimed as he fired the demonic energy at his target; It launched out towards her in a spiral fashion piercing her flesh and infusing deep within her soul.

"Buttercup!" Her sisters both cried out as they frantically tried pushing the boys off of them only to get knocked out by another super punch to the face. Brick yelled as he moved his arm across his face to block the purple flashing light emitting from his victim.

Buttercup screamed in agony at the top of her lungs; Her entire body was surrounded by dark red ribbons of demonic energy that orbited around her in a sphere, she was glowing with a dark purple aura and her entire body was pulsating with unrest.

Lord HIM's eyes were glued to the monitor as something unexpected was transpiring. "What's going on?! Why isn't it transforming her?! She should be warping into a damn Demon by now!" HIM smashed his claw into the arm rest of his seat. "Wait- it's fusing with her soul right?" He quickly analyzed her energy output from his monitor. "Hmm- Maybe." He then materialized his log book and rapidly flipped through the pages frantically searching for _something_. "Could it be?" His eyes grew wide with ecstatic excitement. "Yes- This is quite the unexpected surprise!" He chuckled in a devious manner. " _Demonic Fusion_."

Buttercup's body was then surrounded by a black swirling vortex of evil energy that condensed deep inside her soul- completely vanishing without a trace while leaving only a shell of what she once was. She stood motionless with wide blackened eyes and pale white skin. Her body twitched violently as she screamed at the top of her lungs; she then levitated as her skin tore apart and exploded with twisted power. Her sisters and the boys got hit by the massive shock wave and were tossed back like leaves in the wind. Buttercup stood in the middle of the cracked road, her clothes, eyes and energy where all glowing dark purple.

"Wha-what happened?" Buttercup mumbled to herself as she looked down at her dark colored clothes. "Yeah what happened? I thought when I used that vial it would transform you into a demon! Well no matter, your sisters are beaten and you're all alone so we'll just finish you right now!" Brick yelled as him and his brothers glowing aura faded away.

The boys dashed towards her and tried to kick her into the street again but they missed. Buttercup appeared behind them and swung her leg smacking Boomer in the face, she then dashed up and super punched Brick in the gut and shot Butch with her evil dark purple laser eyes.

"What's going on? I feel so much stronger and faster than before!" Buttercup started glowing with dark energy as she dashed towards the boys.

She super punched Brick in the gut as hard as she could and followed up with a super kick to his face sending him into a nearby tower destroying it on impact. She then swiftly flew over to Butch's side and with an evil grin pointed her hand at his face; Butch froze up as Buttercup fired a dark purple ball of demonic energy at point blank range. Butch was sent flying into a building causing it to collapse on top of him which knocked him out of the fight.

Boomer dashed behind Buttercup and quickly tried grabbing her but she swiftly avoided it and kneed him in the gut; Boomer flew high and Buttercup quickly chased after him. She swung her leg around and super kicked him back down towards the battered street creating a small crater as he impacted. Brick was alone, wounded but still willing to fight. " tahh-is that all you got?" Brick Mustered up his strength. "I'm not done with you… not by a long shot." He said confidently.

But before Brick could counterattack; Lord HIM arrived on the battlefield and grabbed his arm. "Not yet, you will have your chance soon." Him said as he and the Boys vanished in a dark red mist.

"What was that about? Well, I guess I better go see how Blossom and Bubbles are doing." Buttercup said as she flew down to check on her sisters condition. Suddenly she felt a painful shock all throughout her body and she started feeling increasingly weaker; her dark purple eyes and clothes started to fade away and turn green again. "Feel-so-tired, but I… need to help… my sisters." And with those words Buttercup collapsed on the battered street, exhausted and seemingly back to normal.

 _ **...**_

 _ **The next day Buttercup awoke in her bed, confused and weary from the day before.**_

"Wha- where? I'm-home?" She said while scanning her surroundings. Just then the Professor walked in and saw her up. "Ah glad to see you're feeling better, you had such a hard fight."

"Professor what happened to me?" Buttercup asked in a concerned tone. "Well, I don't know. When you feel a little better can you see me in my lab, I would like to talk to you about something and find out what it was that caused you to turn purple like that." The Professor said while placing a cold glass of water on the dresser.

"You saw it?"

"No your sisters told me about it. That reminds me, breakfast is ready so go eat up and just relax for a while O.K.?"

"O.K. Professor."

 _ **To Be Continued**_


	2. More than just Super Powers

_**PPG Bleached: Fade to Black**_

 _ **Chapter II**_

 _ **More than just Super Powers!**_

* * *

After Breakfast, downstairs in the laboratory; Professor Utonium was summarizing what just happened and what it could mean for his girls.

"Now then, let's start from the beginning. You three rushed to Townsville and came across the Rowdy Ruff Boys, after a tough fight you were defeated and at which time the boys fired a beam of weird light at Buttercup causing her to turn dark purple; in addition to a color swap she gained an incredible boost to her super powers right?" All three girls nodded. "And after HIM vanished with the boys Buttercup returned to normal and passed out shortly after; did I miss anything?" The Professor questioned while reaching for his notebook. "That about sums it up." Blossom replied.

"Hmm, I'm not quite sure what that energy was that hit you nor do I have a definite answer as to why you turned purple and got stronger; but it might be some new super power that you just unlocked! Like maybe it's a temporary boost that you can use in tough fights or some sorta new skill; speaking of which, Blossom didn't you recently learn a new ice ability?" "I sure did!" Blossom happily boasted while forming ice crystals around her body. "And Bubbles, you also learn some weird skill that heals injuries not too long ago as well?" "¡Si! And you didn't call it weird when I helped the townspeople who got hurt after a Monster attacks!" Bubbles hastily stated while crossing her arms. "You did get in trouble with the local Hospital after you opened that free health clinic at the park though..." The Professor quickly reminded her. Bubbles quickly looked away in embarrassment.

"Now, back to the topic at hand. Buttercup, is their anything that you remember happening to you or the boys mentioning anything when you got hit by that beam? I want to see if anything you recall might explain why you turned purple." The Professor said as he clicked the top of his pen.

"It's all really fuzzy. I only remember bits and piec- wait, I do remember Brick mentioning something about a demon...or maybe a monster..." "A d-demon!?" The Professor stuttered as he almost dropped his pen. "I don't really know... I felt tremendous pain; my head was being filled with evil thoughts and temptations. I didn't like it. I fought the temptations back as much as I could; my anger and desire to help my sisters kept me from falling asleep. That's when everything went dark and I exploded with energy. Before I knew it- I was dark purple and had tremendous power and speed."

"Interesting, maybe that beam was something more than just a weapon. well, let's say that it's just a new ability you unlocked; how about you three go into the simulator for some practice. With all three of you learning new abilities recently it might be a good idea to train." "Sounds like fun!" Blossom exclaimed. Buttercup shook her head trying to forget the weird feeling of dread that overwhelmed her earlier. "Let's do it!" She yelled as she was getting pumped. Bubbles not really wanting to train but didn't want to get left out somberly agreed.

The girls all walked into the simulator together while the professor set up the program. "Alright girls are you ready?" "Yup!" They replied in unisons. "Simulation starting in 3...2...1... Begin!"

 _ **...**_

 _ **A few hours later.**_

The girls fought their way up to Level 14 and where physically exhausted. They took a 3-hour long break and ate a hearty sized lunch while they rested in the living room. "Alright girls, how do you feel? Are you ready go back into the simulator?"

Blossom turned to her sisters. "I'm good, are you guys ready?" "Let's go!" Buttercup replied. Bubbles just nodded as she reluctantly started stretching. As the girls flew back into the chamber Buttercup's stomach started to growl. "Professor, can we order Pizza?" "You're hungry already?" Blossom giggled. "Shu-shut up!" Buttercup crossed her arms and looked away in embarrassment as her sisters laughed. "Alright, I'm actually in the mood for some pizza so I'll place it on order once I start the simulator." "Thanks Professor!" Buttercup happily replied.

Once inside- the Professor put the simulator on Level 15 and called Pizza King to place an order.

About an hour later the Professor was sipping on some coffee when the doorbell rang. "That must be the Pizza!" He set his coffee down on the edge of the monitor and quickly got off of his chair. The chair spun around and bumped the table knocking the coffee over and spilling it on an exposed Terminal that the professor was previously working on.

The girls just finished Level 18 when the simulator went haywire. The digital world was jumping around and a loud white noise pierced our hero's ears. "What's going on?" Blossom questioned while covering her ears. Giant monsters suddenly spawned and savagely attacked the girls; the leveling system was rapidly climbing higher and higher as the girls fought their way through. "What's happening? Is there a virus in the simulator or something?" Blossom cried out as she noticed more monsters spawning. After several intense minutes of fighting the girls defeated all the enemies in view. The simulator started smoking and jumped to Level 38; dozens of powerful monsters spawned and quickly surrounded them. "Not this again!" Buttercup yelled as they continued fighting near exhaustion.

 _ **...**_

"Alright Pizza's here and paid for, now I'll just set the table and then I'll get the girls out of the simulator. I wonder how there doing in there?" Professor wondered while opening the cabinets.

 _ **...**_

"AAAAAHHHHHHHHH!" Blossom screamed as she was being crushed by a monster, Bubbles was being chased by a swarm of giant flying monsters and Buttercup was struggling to save Blossom from its iron grip. Before the girls could do anything else the simulation malfunctioned again, a loud static sound screeched as the graphical outline of the monsters and buildings where glitching and jumping around. Then it skipped all the way to Level 50. The room was all jumbled and glitchy with messed up graphics and an eerie white noise piercing the girl's ears again. "Where- where are we?" Bubbles asked with a nervous tone in her voice.

Suddenly dozens of monsters digitized around the girls, their appearances were all deformed and the roars were all gargled with interference. "What is wrong with the simulator? Professor turn it off! Profess-" Before Blossom could finish her sentence she was quickly tackled by a monster with a missing head, all she could see was the digital outline of its face. Bubbles and Buttercup where surrounded by a gang of demented thugs that quickly started beating them down; the PPG were way past their limits and fighting just to stay alive. Buttercup scurrying to escape was grabbed by a spiked monster and thrown back down to the ground.

"I can't lose here, I won't lose to you damn freaks." Buttercup yelled in frustration. Just then five fierce monsters jumped on her, they savagely beat and smashed her body into a crater. Buttercup in fit of rage yelled at the top of her lungs. "GET THE HELL OFF OF ME!"

Her body started glowing dark purple and with an enormous explosion of dark energy she sent all the monsters flying in different directions causing them to crashed into something and explode into a fireball on impact. When the smoke cleared Buttercup stumbled a bit but quickly regained her footing on the cracked road, her clothes and eyes were once again glowing dark Purple. "Wha- huh? I've done it! I unlocked my new powers again!" Buttercup quickly flew high in the sky. "Now then, where's Blossom and Bubbles?"

On the other side of town Blossom was fighting a towering creature that had fused together with other smaller monsters; the beast had grown overwhelmingly powerful as a result. It launched one of its arms but Blossom swiftly dodged it. She then flew up and started punching its mutated face, one of its tentacles reach up and grabbed her while it started squeezing her tightly. It then rapidly smashed her onto a wrecked car over and over again then threw her away into a nearby building.

Blossom got up slowly, her head was bleeding and she was unable to stand up straight. She looked up and with her blurry vision noticed the monster picking up all of its tentacles to finish her off. "I... have…to move." Blossom mumbled as her legs gave out and she collapsed on the rubble. "It can't end here... I need strength- I have to SURVIVE!" Blossom screamed in frustration as she mustered up all her remaining will power, her body turned bright pink and exploded with energy.

The monster flew back several dozen feet as Blossom stood back up and saw her reflection in a puddle of water. Her clothes and her eyes were a similar color to that of a pink rose and her body emitted a light pink glow. The monster got back up and tried ambushing her, Blossom quickly noticed it rushing towards her and dashed out of the way. She then quickly dodged another one of its arms and jumped up towards its distorted face.

She threw a mighty super punch at its face stunning it long enough for her to freeze it with her ice breath, she then tried powering up a pink beam of energy but it was fiery red instead. Scorching hot flames shot out of the orb as she fired the blast at the encased monster destroying it and setting the remains ablaze.

"D-Did I get new powers or something?!" Blossom stared at her hands as they started to tremble; her body felt a shock as she reverted back to normal. "Wha-I feel so tired..." She felt light headed as her legs gave way and she threw up a bit. "Ah, there's no time for this... I need to find my sisters!" Off in the distance she heard a loud scream as she was struggling to get back up. "Was that Bubbles?"

 _ **...**_

Professor had just finished setting the table when he heard the smoke alarm go off. "BEEP, BEEP, BEEP, BEEP!" "What the?" Professor saw smoke coming from his lab and he panicked. "My babies!" He cried as he rushed down into his lab and saw that his simulator had a small fire and sparks shooting out. "Oh my goodness! What Happened!" Professor quickly pulled out his fire extinguisher and tried to put out the flames.

 _ **...**_

Bubbles was being squeezed to death by a giant snake monster and she couldn't break free. She was on the verge of losing consciousness when Blossom found her. "Bubbles you have to fight back! Don't let it defeat you!" Blossom yelled as she arrived at the scene. Bubbles's vision was getting blurry as she saw different moments in her past. "Is my life...flashing before my eyes? I didn't even want to train... I don't want to die..." Tears ran down her face as she slowly drifted off into the darkness.

Bubbles saw a bright light at the end of a long dark tunnel as her inner light started to fade. "You're hardcore!" She saw her lost sister Bunny smiling, her silhouette blocked out part of the light. "Hardcore?" Bubbles questioned. She then saw everyone she cared about in the background. They were cheering. "Wake up!" She then remembered her Hard Core faze, when she was her strongest. "No fear, be strong, and don't give up. Right? That's right! I must be Hard Core!" She then faintly saw the outline of a glowing Blossom desperately trying to pull her out of the snake's clutches and crying for her to wake up.

Bubbles's eyes opened as she started concentrating all her remaining energy into freeing herself and destroying her captor. Her body started glowing white as she exploded in a mist of dark blue energy and broke free from the monster's tail. She flew high into the sky just to swoop back down and super punched the monster hard in the face. It was launched back into several buildings as Bubbles chased after it, she then threw dozens of powerful dark blue balls of energy at it peppering the monster with large explosions of ice energy. She then powered up a large white orb, Bubbles showing no mercy launched it at the doomed monster blowing it away in a ferocious gust of gale force wind.

The monster laid in rubble not moving as Bubbles slowly approached its corpse and looked down on her fresh kill. Blossom then appeared behind her transformed into her new power, Bubbles on an adrenaline rush of raw emotion pointed her hand with an already formed blue ball of energy at Blossoms face. "Whoa, wait it's me Blossom! don't you remember?" "Oh, Blossom..." she quickly receded the ball of energy. "I guess I won huh?" "Yeah." Blossom answered with a concerned smile.

"What just happened to me? I-is this some sort of new super power?" "Yeah, I think so... Bubbles, are you okay?" Blossom asked as she walked over to her. Bubbles turned to Blossom and grabbed her with tears in her eyes. "I was so scared!" Just then Buttercup found them. "I finally found you guys! Hmm, it looks like you also got some new powers too!" Buttercup exclaimed as she twirled in the sky showing off her new purple form. "Yeah we did." Blossom replied while holding onto Bubbles who just then reverted back to normal.

"So how do we get out of he-re?" Buttercup asked just as her power gave way and she tumbled down to the ground in exhaustion. "Well-the simulation should be over once we defeat every monster or someone stops it from the control room, but nothing's been working right so I'm not sure. Are you alright?" Blossom asked as she watched Buttercup struggle to get back up.

The door creaked opened and the Professor looked inside. "Oh, my word! Girls, where are you?!" "You here that? It's the Professor!" Bubbles happily announced while regaining some stamina. Blossom pointing towards where the sound originated commanded. "Let's go girls."

They were making their way across the ruins of the corrupted city when everything started to fall apart. "Oh no! Girls, hurry up the simulation is terminating itself and you might get trapped inside if you don't hurry!"

The girls heeding the Professors warning flew as fast as they could towards his voice when Bubbles spotted the exit, they all dashed through the door and crashed into the wall as the Professor slammed it shut. He then quickly terminated the simulation by cutting the power. "I am so sorry girls! I didn't expect any of this to hap-pen..." He noticed all three of his girls were knocked out on the floor, beaten and exhausted. "Oh my God!" He rushed to their aid and desperately tried to wake them up.

"Buttercup slowly opened her eyes as the professor was taking them to their rooms. "Profess-or...?" "Buttercup! Oh, thank goodness you're alright!" "What happened?" "I'm so sorry, my coffee must've spilled on the terminal and shorted out the simulator." He set them down gently on their bed. "Look at you three, look at what I did... I'm so sorry..." "It's alright Professor, if it wasn't for that malfunction we wouldn't have found these new powers." "New Powers? well, let's talk about it later, you three need some well-deserved rest." "OK Professor" While the girls slept away The Professor went back down to the lab to think of how he could help his girls during and after tough battles like this.

 **...**

The next day, a little after twelve o'clock the girls woke up from their long slumber. "Whoa we're late for school!" Blossom yelled. "Wait, isn't in Saturday?" Bubbles mumbled as she wiped drool off her face. "Oh yeah, I forgot." "Come on, let's go eat. I'm starving!" Buttercup said as she jumped out of the bed. The girls got dressed and flew down stairs for a late breakfast. When they got to the kitchen The Professor was nowhere to be seen. "Where's the Professor?" Buttercup asked. "Let's check the lab" Bubbles suggested.

They flew down to the lab and saw The Professor cautiously mixing chemicals. "What are you doing Professor?" They asked in unison. "Girls!" The Professor jumped as he fumbled with the chemicals almost knocking them over. "I'm so glad that you're all alright!" "yeah, we feel pretty sore all over but other than that we feel fine." Blossom explained. "What are you working on?" She continued. "I'm working on a new type of healing serum, I call it X Recovery! Its chemical X based and if my calculations are correct it should give you rapid healing and restore most of your energy over time!" "Wow." the girls replied in unison again. "Also, the simulator's fixed, I triple checked. So you can return and do more training whenever you feel better." "Can we get some Breakfast first?" Buttercup asked while rubbing her stomach. "Oh, I'm sorry- I almost forgot!" He hastily replied while putting his equipment away.

 _ **-The girls would continue to train in the simulator and learn more about these new super powers; in the coming months they would also learn how dangerous these powers are to their spiritual and bodily health.**_

 _ **To Be Continued**_


	3. Deadly Dance

_**PPG Bleached: Fade to Black**_

 _ **Chapter III**_

 _ **Deadly Dance**_

* * *

 _ **6 Months later**_

The girls had spent countless hours training and modifying their new " _Release Forms_ "; creating personalized versions based on their individual fighting styles and abilities. However, due to the intense mental and physical strain their transformations puts on their bodies, they only release their energy in a dire emergency or for training purposes.

Bubbles's powers allow her to use all elemental and healing magic. Additionally, she is the fastest of her sisters while also being physically weaker. As a result of her magical potential she named this her Star form.

Blossom is able to use some elemental magic, but her healing abilities are very limited. In exchange for limited magical potential she gains incredible strength and speed. She named this her Black Rose form in reference to the fact that her power can increase or decrease due to her emotions.

Buttercup is the polar opposite of Bubbles, she can't use any magic but her physical attack abilities are stronger than her other sisters. She is also able to temporarily drastically increase her strength and speed when her life is in danger in exchange for extra stamina loss. She named this her Valor form due to the explosive and power driven nature of her abilities.

It was the middle of September and the girls were running late for school; they were now in the Third grade in the newly appointed Ms. Keane's homeroom. While the girls rushed to get ready the Hotline rang. Blossom hastily grabbed the phone while fixing her hair. "Yes Mayor?" "Blossom, come quick! There's a giant monster attacking the city!" "Ah- alright- we're on our way!" Blossom quickly hung up and finished brushing her hair.

"Girls- we've got trouble in Townsville! Let's get moving!" "But what about school?" Bubbles quickly questioned while putting on her shoes. "We don't have time, I guess we're gonna be late today!" Blossom hastily answered while also slipping on her shoes. "But- it's the big chili carnival today! You know I've been practicing everyday for the past couple weeks for this competition!" Bubbles angrily cried. "Bubbles! The city is in danger! The cook off is just gonna have to wait!" Blossom quickly countered with a serious tone. Bubbles quickly turned her head and pouted. "I guess so!" She sulky replied.

"You guys go on to school, I'll take care of the monster by-myself!" Buttercup confidently suggested. "Are you sure? What if you get into some sort of trouble?" Blossom worriedly asked while sensing an ulterior motive. "Don't worry- if I run into something out the ordinary I'll transform and kick their butts! Besides, it's been kinda quite these past few days. I'm just itching to get some action!" She boastfully answered while pounding her fist. "Alright- but if you don't come back to school in 30 minutes then we're coming after you- I don't want to have to find you eating the other contestants chili before lunch!" Blossom threatened.

"Pffft, that's more than enough time. In fact- I'm leaving right now- bye!" She said while racing out the window and heading downtown. "Alright Bubbles- let's hurry up and get to school before we're late!" "Way-ahead of you sucker!" Bubbles said while rocketing out the window leaving her sister in the dust. "Wait you forgot your bag!" Blossom hastily said while grabbing their stuff and jetting out the window as well.

As the girls arrived in the courtyard of the school they heard the 5 minute warning sound off. "Oh no- we'd better hurry!" Blossom said as they felt the ground shake followed by the distant sound of an explosion and buildings collapsing. "Did you hear that?" Bubbles asked with a worried expression. "Yeah- Buttercup might need some help." "But the chili!?" Bubbles cried. "Forget about the chili! Go tell Ms. Keane that we're going to be late. I'll go look for Buttercup- and don't just stay in class either!" Blossom commanded while soaring off to Townsville leaving her sister to further sulk in the middle of the school yard.

"Buttercup- I sure hope you're alright." Blossom thought to her self as she arrive at the epicenter of the explosion. "What on earth happened here?" She landed near the large smoke filled crater, it was filled with chard debris and smoldering chunks of what appeared to be some sort of meat. Blossom further investigated the area and found a large tusk accompanied by a dark green backpack adjacent to it. Blossom's hands started to tremble- fearing the worst she opened the bag and found that it indeed belonged to her sister. Blossom grew ever silent as she examined the smoldering remains- determining that it belonged to the monster she scoured the area desperately searching for her sister. She stopped short of crying out Buttercup's name- sensing something ominous watching her. She quickly turned and witnessed a petrifying scene. Her body tensed up as her eyes dilated and her heart raced like a jackhammer nearly out of her chest. She struggled to get the words out to describe what kind of creature she's currently staring at, a truly haunting sight.

"Man- Buttercup better have a good excuses for getting beat up and making miss out on my prep time." Bubbles mumbled to herself as she heard a series of explosions followed by more buildings collapsing. "What was that!?" She said as she stopped mid-air to investigate. She noticed two trails of light zipping around in a clash of power off in the distance creating shock waves on each consecutive strike. "I think that's Blossom- I wonder who she's fighting?" Bubbles thought as she scrambled to her sisters aid.

Blossom soared through the air with a dark colored smoke trail chasing her as she crashed hard onto the street below bouncing off and tumbling a few times while loosing momentum. She struggled to get back up; her lungs gasped desperately for air as the wind got knocked out of her when she smacked onto the pavement a moment ago. Her head was bleeding, her cloths were torn, and she was covered in scratches. "What power- this thing is too strong! I need to do something fast before it's too late!" She thought to herself as she wheezed with every attempted breath.

Just in time, Bubbles arrived on scene. "Blossom- are you Okay?" She said while preparing to heal her injuries. "Yeah- don't worry about me. There's this thing lurking around here- I don't know what it is, but it kinda looks like Buttercup." "It looks like Buttercup?" "Yeah- I don't know why, but when you see it- you'll know what I mean." Blossom said finally catching her breath. "Bubbles- Don't be afraid to release your energy." She proclaimed while taking a short break. Bubbles's eyes grew wide as she knew what that entailed. "Alright then." She said hesitantly as a mysterious figure appeared down the ruined block.

Her eyes grew wide with petrifying fright as she was being stared down by a foreboding nightmare, a creature of pure evil- her own sister. "Buttercup? Is that you?" She struggled to say. The creature stared menacingly towards the lone Powerpuff Girl; it's eyes, body and aura oozed a wicked dark purple glow. Its face- although shrouded by darkness was twisted and full of destructive malice. Bubbles turned to Blossom with fear driven eyes, but before she could say anything the doppelganger had lunged forward and landed a powerful kick to her face sending her crashing down the block and smacking into a far off building at the end of a T intersection. "Bubbles!" Blossom cried as she counter attacked.

The Creature swung its fist towards her face but Blossom swiftly countered grabbing its arm and flipping it smack onto the street. She then swung her leg at its face but missed as the creature bounced away and fired a powerful dark purple blast of energy at her core. Blossom shielded the blast and countered a follow up attack by landing a swift kick to its chin. She then quickly lunged forward and grabbed both of its hands- light and darkness both angrily gripped each other tightly in a power struggle that rocked the area causing the street to crack slightly. Blossom screamed as she transformed into her Black Rose form- her aura radiated violently as both adversaries struggled for an upper-hand in their deadlock. "I can't maintain this any longer- I'm completely exhausted!" She thought as her body felt increasingly fatigued. Suddenly a light blue streak landed a powerful kick to the creatures face sending it flying towards the Bonsai Gardens district. Blossom reverted back and fell to her knees, her vision was fading in and out as her strength escaped her and she struggled to stay awake.

A series of explosions and magic bursts roared violently across the panicked city as the two fighters fought high in the sky; the doppelganger still wounded from its battle with Blossom was quickly losing ground. It swirled around twisting its body like a shadow as it surrounded its prey and viciously attacked her from different angles with powerful punches and blast. Bubbles crashed hard through a few buildings before smacking into a parking lot knocking her out of her release form. She struggled to get back up as she noticed her target racing towards her once again. Bubbles concentrated her energy and forcefully transformed back- barely missing another kick from the shadow which crashed into the pavement behind her. Bubbles in desperation super punched the creature high in the sky- just then, Blossom appeared above them and Super kicked it back towards her sister. "Bubbles!" Blossom cried hoping for a swift rebound. Bubbles running on pure instinct gathered light energy in her palm and fired a beam in a last ditch effort to stop the creatures rampage- piercing it straight through.

The doppelganger let out a haunting roar as the darkness left its body reverting it back to Buttercup's original form. "Buttercup!" Both girls cried as they rushed to catch her from her free fall. "Is she-?" Blossom started to say before noticing that she was still breathing and without a hole in her core. "Come on- let's take her home so I can heal her while the Professor watches over her." Bubbles commanded while reverting back to normal. "Right!" Blossom said while putting her unconscious sister on her shoulder.

The girls returned home carrying an unconscious Buttercup into the Professor's lab. The Professor was enjoying a nice cup of coffee when the three came down.

"Oh my heavens! Girls what happened to you all?!" The Professor cried almost spitting out his coffee. "It was Buttercup! She turned all dark and twisted and-and...sh-She just attacked us without reason an-and!" Blossom trying to put what happened into words was quickly interrupted by the Professor.

"Okay-okay- calm down! Put her on the bed over in the corner." Blossom and Bubbles gently set Buttercups body on the hospital bed that the Professor used when the girls were injured. "Will she be alright?" Bubbles asked feeling guilty for almost killing her.

"I sure hope so. For now let her rest, but while we wait for her to wake up tell me exactly what happened."

 _ **The Girls told the Professor the details.**_

"I see, so you just found her like that?" The girls nodded. "You know- I've always wondered about Buttercup's powers. Like why she turns purple instead of green, or why she kinda gives off an ominous vibe when she uses her release form. I can't exactly make heads or tails of it but it might have something to do with that dark beam that the Rowdyruff Boys hit her with a while back; I mean- she _did_ unlock her _Release_ form because of it... But then why did you two also unlock it later on? I'll think about it some more while I tend to her injuries, you two should stay home and get some rest."

"But Professor! What about the chili cook off?" Bubbles cried out while Blossom glared out of annoyance. "The final judging was at eleven right?" The Professor asked while checking his watch. "Yeah- I bet I can still win if we leave now!" She said hoping he might change his mind. "I'm sorry Bubbles, but it's already just past ten o'clock. I don't think you're gonna make it this time. How about I go to the store and you can make chili for dinner?" He suggested trying to cheer her up. "Okay Professor." She replied with a disappointed half smile.

The girls headed upstairs to wash up and take a long well deserved nap. "Now then- where should I go from here?" The Professor contemplated to himself while turning on his computer.

 _ **Two hours later…**_

The girls where fast asleep when Buttercup started to toss and turn. "Oh- look who's up" "Wh-Where am I? What happened?" She questioned while struggling to sit up. "Easy, don't try to get up just yet. You've been injured- so just lay back down and relax." "Huh? How did I get all beat up like this?" She said while trying to get back up. "Hold on sweetie, can you tell me anything you remember happening shortly after you left to save Townsville earlier today?" The Professor asked while trying to set her back down.

"Hmm- I don't really recall... wait- I remember a monster... I arrived in town and found a monster attacking the city- I wanted to make it back in time to sneak some chili at the festival, so I released my energy to beat it up a lot faster and to make sure it didn't come back before I ate my fill of food. But then- everything went dark... I felt lost, I couldn't see, and my head was being filled with evil thoughts and temptations. I couldn't do anything about it- it was suffocating me with its toxic influence." (Buttercup sees a mental image of a dark figure standing in a barren field) Her eyes trembled as its haunting smile lingered in the back of her mind. "Nothing- I just woke up and that's all I remember."

"Interesting- I wonder if it really does have to do with that incident." The Professor mumbled to himself.

"What incident?" Buttercup questioned.

"Oh it's nothing. I'm just thinking out loud. I'll try to whip up a new batch of X-Recovery to help with your wounds so in the meantime; why don't you get some more rest." "Okay Professor." Buttercup closed her eyes and drifted back to sleep while The Professor started prepping the ingredients for his _elixir_. "After this is done, I can finish the development of that new project. I just hope the prototypes actually work." He thought to himself while pulling out a few blue prints that he had been previously working on.

 _ **In a distortion somewhere in between our world and the next an evil demon plots with his three sons.**_

"Ready boys?"

"Yeah we'll cream those losers." Brick roared.

"Excellent, you boys remember what to do right?"

"Yeah, with our training and _new powers-_ we'll destroy the Powerpuff Girls!" Butch yelled.

"And after we beat them up- we'll capture Buttercup _dead or alive_!" Boomer added.

"And with our new _allies_ \- we'll take over the world!" Brick boasted while clenching his fist.

"Exactly boys, this is your final test before we speed things up to phase 4. Things have been kinda rushed lately due to that _incident_... Also-did you meet our new comrades yet?"

"No we haven't, besides-we don't even know exactly what that incident was or what you're planning on doing with Buttercups body." Brick replied wanting answers.

HIM smirked while placing his claws on his hips. "Don't worry boys-let's just say it's going to be a dark Christmas this year." And with those words HIM vanished in a wall of fire leaving his boys alone to prepare for the battle ahead.

 _ **The next day**_

Buttercup was fully healed and feeling great thanks to The Professors X-Recovery. Blossom and Bubbles were eating breakfast when they saw Buttercup coming down. "Buttercup!" They both exclaimed as they flew up to her. "Are you okay? Do you feel better?" Bubbles questioned.

"I feel great- and good as new too!" Buttercup happily replied while flexing.

"Well I'm glad to hear that! We were so worried about you!" Blossom said as she pulled out a chair for her.

"Alright! Time for some Ce-re-al!" Buttercup exclaimed while shaking her butt. She then grabbed the frosted flakes from the top shelf and had just started pouring it into her bowl when the Professor called. "Girls get down here!" Buttercup a little annoyed rushed down to the lab with her sisters to see what the Professor wanted.

"What is it Professor? What's wrong?" Blossom questioned. "I've done it! I've finally finished my new inventions!" "What is it?" She questioned further. "Behold-" The Professor stated while lifting a blanket. "-These are your new power enhancers!" "Whoa!" the girls replied in unison. "What do we need them for?" Bubbles added.

"Let me explain- These power enhancers are actually a type of stabilizer; I made them to help you control your powers. You see- a few months ago after I saw how exhausted you three got whenever you trained with your boosted super powers; It made me think- how can I channel their energy and make it more viable to use in long fights? Make them more efficient? Well here it is! These medians should help stabilize and enhance your powers so you can use it to its fullest potential! I made them based on your personality traits and your powers abilities:

-Blossom you get a heart charm. You can wear it on your wrist like a bracelet or you could use it as a belt, the band is a type of elastic so you don't have to worry about breaking it.

-Bubbles you get a wand. I thought that since your powers allow you to attack enemies at a distance and your physical attributes aren't that high you should have something that would allow you to channel your magic and make them stronger at long range.

-Lastly Buttercup. I thought about this for a while, and I made you a beam saber. This is only the hilt and guard of the saber now but once you channel your powers through it the saber will manifest itself. Its power comes from you, all you have to do to unleash its abilities is concentrate your own power into the saber and release it outward. Try visualizing a black ball surrounded by white and make the black ball as black as possible. After that try making the black ball expand till it explodes, then channel the power of the explosion into your saber and let it all out. Be careful with these stabilizers girls. Now then- why don't you all go to the simulator and try using them. I barely got to test them myself so I have no idea if they actually work!"

"Awww, but I haven't had Breakfast yet!" Buttercup complained."

"Oh all right- go eat something and come back down later." The Professor replied feeling a bit bummed out.

"Okay!" The girls exclaimed as they all sat back down to finish their breakfast, but before Buttercup could take her first bite of cereal the hotline rang.

"Darn It!" She cried as she pounded her fist on the table.

"Girls- Girls- come quick! The Rowdyruff Boys are destroying the city! Please come save us! Something's terribly wrong with the way their acti-BWHAAAAA!" The line went silent. "Girls! Let's go! Something's wrong in Townsville! I just lost communication with the Mayor!" Blossom commanded with a concerned under tone as she noticed Buttercup scarfing down her cereal.

"Wait! You forgot your equipment! I want you to field test them!" The Professor cried while rushing up the stairs.

"Oh fine- give them to us." Blossom said a little irritated at his persistence.

As the girls were on their way downtown Buttercup clenched tightly onto her new saber. "I have a bad feeling about this."

 _ **To be continued**_

 _Little did she know that the peaceful life that she lived in was about to end, and the events of the future will lead her and her sisters down the road to a blood stained tragedy._


	4. PPG vs RRB

_**PPG Bleached: Fade to Black**_

 ** _Chapter IV_**

 ** _PPG vs RRB_**

* * *

The girls arrived to see a large part of the city in ruin and towering pillars of smoke filling the air around them.

"What happened here?" Blossom questioned in a state of shock at the carnage. "Look- there they are." Buttercup pointed out. Right, let's end this fight as quickly as possible!" Blossom commanded as the girls quickly flew towards the boys location.

"Well, well, well- look who finally decided to show up." Brick smirked while pounding his fist. "You need to stop this nonsense boys, what did these people ever do to you!" Blossom yelled with deep hatred. "These people didn't do anything, they were just sacrifices to lure you three here." Brick answered with a twisted smile.

All three girls gasp in shock. "Wh- What?! You mean- you destroyed all of these innocent peoples homes and businesses just too get us to fight you!" Buttercup screamed in a fit of rage.

Dark clouds billowed over Townsville as thunder could be heard off in the distance.

Buttercup enraged grips the hilt of her saber tightly. "You- You three are the lowest of the low. You pick on others weaker than you, and destroy everything just to get your way. You don't deserve to have super powers- YOU MONSTERS!"

"Buttercup cool it, don't let them get to you!" Blossom commanded trying to keep her from losing control. "It's true; all we want to do is destroy you! And we're not going to let anything stop us! Am I right boys!?" Brick Boasted. "Yeah!" The other two Ruffs rambunctiously replied. The boys flew high into the sky and released their energy.

"What's with them?" Bubbles questioned. "I don't know, they don't seem to be the same as before." Blossom answered. "You don't think that HIM might of done something to them do you?" Buttercup asked. "I don't know; that would explain why there acting this way, but why would HIM brain-wash them for?" Blossom replied.

The dark clouds overhead slowly choked out the suns light, leaving the only illumination coming from the ominous glow of the burning buildings. The boys exploded with dark blue, red and green energy respectively- transforming into their " _Release Forms_ ".

"What?! They can transform too? This looks bad- we better be on our guard girls!" Blossom stated while examining the RRB's power.

Brick was glowing red with fiery embers emitting off of his legs and hands. Butch was glowing dark green and had green orbs flowing around him. Boomer was glowing dark blue and had small droplets of water flowing around him in a mist.

The boys flash stepped towards the girls and hit them head on with a powerful super punch to the face. The girls flew up and the RRB in unison super kicked them back towards the ground.

"Darn it." Buttercup mumbled as she struggled to recover mid air. The girls crashed into the ground hard and quickly climbed out only to see the RRB dashing back towards them.

"It's time!" Blossom commanded. "Right!" The other two agreed as their auras radiated. The girls quickly dodged the Boy's next attack and countered with their own super punches which sent the Boys flying. Thunder in the distance echoed across the city as the girls glowed in their signature colors, Pink, Blue and Purple.

"Yes- Yes! Finally! I've heard so much about your powers. Now we can get this party started!" Brick yelled as the girls transformed.

The PPG and the RRB clashed together in a final attempt to defeat the other.

Buttercup gripped the hilt of her saber but it wouldn't appear. "What's going on? Why can't I use my saber?" Just then Butch caught her by surprise and super punched her in the gut then he gave her a swift kick to the face. Buttercup was sent flying towards a burning building but she quickly recovered just as she crashed into it; using her momentum she hastily rush back towards him.

Bubbles was giving it everything she had just to avoid Boomers attacks, just then Boomer appeared behind her and kicked her in the back, she tumbled down in a spiral headed for the street. Boomer dashed after her again and formed a Dark Blue ball of energy in his hand, he then caught up to her and fired point blank in her chest. A powerful explosion filled the air as Bubbles crashed down to earth with a smoke trail following. She recovered just as she hit the ground and while still tumbling did a series of flips on the street to regained her footing, she landed just in time to avoid Boomers surprise kick to the street and delivered a swift super punch to his face.

Blossom was dodging Brick's attacks as well as she could, she noticed that his power was mostly fire based and thought that she had an elemental disadvantage. Brick threw a barrage of blazing Punches and kicks in a flurry that kept his target on the defensive. He swiftly flash stepped behind her and smashed her head with an interlocked hammer fist sending her soaring to the street below. She crashed hard creating a mid sized crater in the middle of the street. She launched herself out and rocketed straight into Bricks gut; he gagged in agony as she quickly fired a freezing blast of ice energy into his core. She screamed in a fierce battle cry as her body started to emit small ice crystals and Brick's body slowly froze over.

"What the hell is this? You think that you can beat me by just freezing me like this? You fool! I'll burn you alive!" He proclaimed as his energy sky rocketed and his flames quickly melted her ice. Both adversaries let out a loud roar as they fiercely fought mid-air; suddenly a bright nearby explosion distracted Brick long enough for Blossom to land a powerful super punch to his face sending him reeling. She then quickly grabbed his arm and spun him around creating a mid-sized tornado; she then quickly launched him far away towards the ocean.

Brick was soaring at super sonic speeds when he crashed into a pair of green fighters. He smashed into his Brother temporarily knocking him out of the fight and simultaneously took the brunt of a super punch to the face from Buttercup. Brick staggered down just before regaining his balance.

"What the? Where'd you come from?" Buttercup questioned while dropping out of her transformation.

"What the hell was that for you _bitch_!?" Brick yelled while rubbing his jaw.

"What did you just call me?" Buttercup questioned with fire in her eyes.

"You heard me _bitch_! Do I need to clean out your ears too?" He said while flipping her the bird.

"Oh, don't worry- I heard you- Loud and clear!" Buttercup angrily replied with a slight twitch in her eye.

"Then bring it loser! As soon as I'm done with you I'll make sure your sister gets whats coming to her!" Brick boasted while his body ignited in flames.

"You won't get to fight her again because I'm going to take you down first! You were the one I wanted to fight anyway!" Buttercup yelled as she transformed back.

They both then dashed towards one another with a fierce battle cry and clashed with shock waves echoing over the city.

After switching targets Blossom hastily rushed towards Butch as he tried to gang up on Buttercup. He then quickly noticed that he was being hunted and shot a pillar of earth from the ground below striking her out of the sky; but she quickly bounced back up and rushed towards him again. Butch unleashed a barrage of rocks from the ground but she quickly avoided them and soared to his location. Just before She could tackle him however, he raised a giant stone wall to protect himself. Blossom swiftly spun like a top and pierced threw the wall while simultaneously gathering blue energy in her hand. She quickly pointed it at Butch's chest and fired at point blank. The blast sent him flying towards a burning car and upon impact caused it to explode sending shrapnel and a badly injured Butch flying towards a ruined building.

Blossom reverted back to conserve energy. "One down- now, where are Bubbles and Buttercup at?" Just then Blossom heard an explosion nearby, she turned and saw Buttercup falling to the ground below in her normal form. "Buttercup!" Blossom quickly dashed off to catch her from her free fall just to be stopped by a giant wall of earth to the face. "This fight is not over yet…" Butch yelled while holding his still bleeding head.

Buttercup slowly got out of her crater; she then noticed Brick overhead forming another fiery red ball of energy. "Damn- I can't find an opening on him." She looked down and saw her saber next to her, it was still only the hilt. "Why can't I use it? Is it broken?." Brick fired as Buttercup quickly grabbed her saber and dodged rolled out of the way. Brick dashed towards her at full speed. "Concentrate, focus all my power into the saber, Come on- Come on!"

Buttercup gasped as she noticed him getting too close. He crashed into her and with a super punch to the stomach sent her flying back. Buttercup regained her balance and started sliding mid air to slow herself down when she noticed Brick spinning in circles above her. She quickly moved her arm up to guard against Bricks incoming kick. He struck down and sent Buttercup flying again. She crashed into a nearby building and slowly climbed out of the ruble. Buttercup started breathing heavily in exhaustion. "Damn it..."

"Ha! Looks like you're done for! Their's no way you can beat me!" Brick boasted.

"Shut up- I won't lose to you!" Buttercup yelled while trying to catch her breath.

"Ha- what can you do? You're out of breath; you're not transformed anymore; you're out of energy, and that stick thing you're carrying doesn't even work! It's over for you Buttercup! I'll end you here!" Brick charged at full speed towards his prey. Buttercup in desperation moved into attack position to guard against Bricks attack.

"No! I won't lose! I WON'T LOSE TO YOU!" She screamed as her dark purple aura flared violently and dark ribbons of energy started circling her body; the area around them got incredibly dense with her lingering power as she forcefully transformed back into her Valor Form.

"You say that I'm weak? That I'm finished? I not even warmed up yet!" Buttercup gripped onto the hilt of her saber tightly and a dark green blade sprung to life. It was radiating her power and was shaped like a cross between a Katana and a saber. "This- This is it!" Buttercup stared at Brick with killer determination and a new resolve.

As lightning strikes down in the distance and rain slowly starts to fall, a lone blue Powerpuff girl hovers over her nearly destroyed city in her normal form; Watching her target slowly get back up from a pile of ruble.

"He won't quit. Just being transformed for about 10 seconds is already pushing it- I don't know how much longer I can keep this up."

Boomer slowly flew back up to meet her. "I won't give up... HIM would never forgive us if we did." "But why listen to what HIM says? You boys used to just do whatever you wanted and you didn't care what anyone told you. So why now? Why do you follow HIM's orders?"

"You don't get it. I wouldn't expect you to. It's a matter of pride, and personal reasons why we do what we do. It's none of your concern." "But it is! You're after us and that does concern me, what has HIM done too you?"

"Enough! I need to finish this fight now, get ready cause I'm not going to go hold back!" Boomer charged at Bubbles at full speed and powered up blue balls of energy. Bubbles watched him get closer until the last second, then she side stepped out of the way and kneed him hard in the gut.

Boomer yelped in pain as his energy left him and he slipped into a deep sleep while tumbling towards the ground. Bubbles grabbed him from his free fall and slowly set him down on the sidewalk. She looked on at him with pity. The rain is starting to pour- an explosion off in the distance sends a dark green streak hurdling down towards the ground.

Blossom was panting in exhaustion high in the sky- she stared down at Butch who just wouldn't quit. Butch slowly got back on his feet; he's critically wounded and could barley stand up straight. With wobbly feet and blurry vision he forced himself back towards Blossom.

"I won't- back down...to you." Butch struggled to say. "Why are you so determined to keep fighting? If we keep this up then somebody's going to get killed, and I'm not lying when I say this!" "It's none of your business, I'm not obligated to tell you anything. But if you must know then talk to HIM about it. He's the one who thought of that plan."

"What Plan?"

"The plan to take over the world!"

"What?!"

"Uh… I've said too much, but I'll finish you now and get on with business." Butch went after Blossom once more but fell short of reaching her as he tumbled down to the street below.

An immense amount of power exploded and sent a dark red and purple streak flying. Both Buttercup and Brick regained balance and dashed back towards each other. Buttercup yelled and swung her saber at him. Brick dodged her slash and swiftly kicked her in the face. Buttercup flew back and hit a building; she then hastily dashed out and grabbed Brick by the shirt.

"Why are you so persistent on fighting us? Why? Why are you destroying everything and why are you after us?!" Buttercup demanded while shaking him.

Brick busted out laughing and gave her a haunting answer. "Because Lord HIM demands it!" "What? You never listen to what anyone tells you to do; did HIM do something to you guys?" "It doesn't matter; you won't be around long enough to find out-" Brick powered up a dark red ball of energy and pointed it directly at her face. "Die- Buttercup!" He screamed as he fired.

Buttercup took a direct hit and crashed into a ruined building knocking her out of her Valor Form. She slowly opened her eyes feeling the rain falling down on her. "It's starting to rain hard huh." She struggled to get back up and met with Brick mid-air.

"I don't know how much longer we can go on like this, how about we pour all our energy into one attack?" She suggested. "Fine with me, it'll be the last thing you do Buttercup- so make it's a good one!" Both of them started to power up as much as they could; Buttercup started glowing and formed dark purple ribbons of energy around her as she transformed one last time. Brick glowed dark red and had embers flowing around his body.

"Can I ask you something?" "Huh? A little late to be asking for mercy huh?" Brick boasted. "No- not that. How can you stay in such an elevated state without succumbing to exhaustion as easily?" "I don't know, maybe I'm just not a little baby!" Brick replied with a grin. Buttercup a little annoyed twitched with his remark. "Fine then-"

Buttercup thought to herself. "Concentrate; imagine a black ball surrounded by white, and make that ball as dark as possible. Make the ball expand until it is ready to explode. Then focus the power of the explosion into the saber."

Both Buttercup and Brick dashed towards each other. "This is it Buttercup!"

"Then release the power into one attack!" Buttercup screamed as she swung her saber releasing something incredibly powerful from the blade; a single high density slash of dark green energy launched out and sliced threw Brick's side nearly cutting him in half.

Brick shrieked in agony as the huge gash in his side shot out dark red blood. Brick's body fell limp as he hurdled down and crashed in the middle of a ruined park, his warm blood mixing with the fresh rain falling from the sky.

Butch heard Brick's shriek and turned to see him on the floor soaked in blood. "Wha- What? Brick?! Brick!" Butch screamed as he dashed over to see his brother bleeding out on the floor.

Boomer slowly opened his eyes and saw Bubbles with wide eyes next to him looking at something off in the distance. "Where am I…Why are you-?" Boomer got up and saw what Bubbles was looking at. "Huh? Bri- Brick?! Brick!" Boomer hastily rushed over to his brother's side to try and save him but his efforts were in vain.

The two brothers start to tear up and mourn over the loss of their brother. "Brick! Brick! No- no- don't die! We still have so much to do! No- No- No- Nooooo!" Butch cried out while holding Bricks head. Boomer tried to hold in his tears and be strong for his brother. "He's gone, there's nothing we can do."

The boys stayed by their brother's side in the pouring rain while Blossom and Bubbles stared at them in a state of shock. Buttercup was horrified. "N- No, what have I done? Th- This is all my fault, I'm to blame for this. Why-? Why? Why? Why!?" Buttercup mumbled while breaking into tears.

She quickly turned around and flew back home to hide herself from what had just happened. Blossom noticed Buttercup leave and she called Bubbles to go after her. Bubbles nodded in response and gave chase.

Blossom examined the battle field and sighed in disappointment. "Why did it have to come to this?"

The rain soaked remnants of a once great city remains as Blossom flies off to find her sister, in what is to be a tragic moment in Buttercup's life. As Buttercup flies home in tears she thinks back to the mental image of that shadowy figure and when she transformed into a dark creature.

"Ow- my eye hurts." Buttercup cried as she covered her left eye which was slowly turning black.

To be continued


End file.
